Shareholding Clause Samples

Shareholding. 6.1 The Lead Member of such Preferred Bidder JV/consortium shall at all time during the License Period hold equity equivalent to …………..(as per clause 6.9.2) of the subscribed and paid up capital in the special purpose company incorporated by the parties to work as the contractor. Further, other consortium members whose technical/financial eligibility shall have been used for the purpose of qualification under this TENDER shall hold (as per clause

Shareholding. CSM is (either directly or through any one or more of its wholly-owned subsidiaries) the legal and beneficial owner of at least 51 per cent. of the issued share capital of the Borrower and Singapore Technologies Pte Ltd is (either directly or through any one of more of its wholly-owned subsidiaries) the legal and beneficial owner of at least 51 per cent. of the issued share capital of CSM;

Shareholding. The Guarantor shall always remain the 100 % owner of the Shares.

Shareholding. The Concessionaire shall ensure that: (a) The Applicant / Consortium holds not less than 51% of its paid up equity capital until 2 years after COD and not less than 26% of its paid up equity capital during the balance Operations Period. (b) M/s [“Lead Member”] holds at any time not less than 50% (c) of the Consortium’s holding in the paid up equity capital of the Concessionaire. OR5

Shareholding. 6.1 The Lead Member of such selected Bidder (JV / Consortium) shall at all time during the contract period hold equity equivalent to % (as per clause 6.9.2 of ITB) of the subscribed and paid up capital incorporated by the parties to work as the Contractor. Further, other consortium members whose technical / financial eligibility shall have been used for the purpose of qualification under this Tender document shall hold ………..% (as per clause 6.9.3 of ITB) equity respectively, in the subscribed and paid up capital during the contract period; Provided however that the Employer may in its sole and absolute discretion permit a JV / Consortium member to divest [in full/partially] its equity shareholding in the subscribed and paid up capital of the Contractor. (a) The Parties undertake that they shall comply with all equity lock-in requirements set forth in the tender for “the Work”.

Shareholding. The Concessionaire shall ensure that the Applicant/ members of the Consortium maintain Management Control at least until expiry of the Exclusivity Period30 as also maintain their equity holding in the Concessionaire such that31: (a) The Applicant/members of the Consortium legally and beneficially hold not less than 51% (fifty one percent) of its paid up equity capital until 3 (three) years after Date of Commercial Operations and not less than 26% (twenty six percent) of its paid up equity capital during the balance Concession Period; and (b) M/s [●] (“Lead Member”) legally and beneficially holds at any time not less than 50% (fifty percent) of the Consortium’s holding in the paid up equity capital of the Concessionaire. Notwithstanding the aforesaid, any Transfer of shareholding in the Concessionaire and/or direct or indirect change in the Management Control of the Concessionaire, including by way of a restructuring or amalgamation, shall only be with the prior 30 Where there is no Exclusivity Period prescribed, this would be expiry of 3 years from the Date of Commercial Operations. 31 This provision would be edited depending on whether the bidder is a single applicant or a Consortium. Sub Article (b) will be omitted in case the bidder is a single Applicant. written approval of the Concessioning Authority which consent shall not be withheld except (i) for reasons of national security; or (ii) [if the Person proposed for assuming such Management Control would by virtue of the restrictions imposed under the Applicable Law or the conditions of bidding (including restrictions to avoid anti-competitive and monopolistic practice) and/or public policy be disqualified from undertaking the Project.] Provided, nothing contained in this Article shall preclude or prevent pledge of shares in the Concessionaire in favour of ▇▇▇▇▇▇▇ as security for the Financial Assistance subject to the enforcement and consequent Transfer thereof only with the prior written consent of the Concessioning Authority as stated hereinbefore and in accordance with the Financing Documents.

Shareholding. (a) Save as provided in Clause 7.6(b), prior to the Guarantor IPO Date, the Guarantor undertakes that it shall continue to own or control directly or indirectly the total issued share capital and other rights in respect of equity or share capital (the "Equity") in the Borrower and its Subsidiaries. (b) The Guarantor shall be permitted to transfer or dispose of not more than 20% in aggregate of its shareholding or other Equity in the Borrower provided that: (i) any such transfer or disposal of Equity in the Borrower is made to a person ("TRANSFEREE") which is: (1) an Affiliate which is controlled by the Guarantor; or (2) a Telecommunications Provider; or (3) a Private Equity Fund; or (4) an Eligible Corporation; and (ii) such Transferee prior to any such disposal to it gives a written undertaking in agreed form to the Guarantor and the Security Trustee for the benefit of the Finance Parties that it shall not enter into any further disposal of any of the issued share capital or other Equity transferred to it other than to any person which itself falls within the criteria set out in Clause 7.6(b)(i)(1) to (4) inclusive above and which has itself, prior to any such further disposal, given an undertaking in the same terms mutatis mutandis and only provided that all subsequent transferees or successors in title of such Transferee prior to any further disposals to them give an equivalent undertaking in the same terms mutatis mutandis; _______________________________________________________________________________ [Guarantee and Indemnity] (iii) if the Transferee or any subsequent transferees or successors in title of such Transferee falls within the criteria set out in Clause 7.6(b)(i)(1) above, such Transferee, subsequent transferee, or successor in title of such Transferee, as the case may be, executes contemporaneously with such disposal, or further disposal, as the case may be, and Additional Share Mortgage or other Security Interest over the share capital or other Equity transferred to it in form and substance equivalent to the ANC Share Mortgage; and (iv) any shareholder agreement or other contractual arrangement between the shareholders of the Borrower which may be entered into with any Transferee, subsequent transferee, or successor in title of such Transferee, as the case may be, in connection with any disposal or further disposal, as the case may be, shall not jeopardise the effectiveness, enforceability or priority of any Security Interest constituted ...

Shareholding. The Concessionaire shall ensure that the Applicant/ members of the Consortium maintain Management Control at least until expiry of the two (2) years after COD as also maintain their equity holding in the Concessionaire such that9:

Shareholding. (i) The Shareholder ceases to be the sole direct legal and equitable shareholder of the Charterers. (ii) The Guarantor ceases to be the sole direct legal and equitable, or indirect equitable, shareholder of the Shareholder. (iii) The Permitted Holders cease to legally, equitably and directly own, or equitably and indirectly own, at least fifty percent (50%) of the issued share capital of the Guarantor. (iv) The Permitted Holders cease to be the sole direct legal and equitable, or indirect equitable, shareholders of the Approved Manager.